The Registrar of Companies (ROC), Bangalore, an office under the Ministry of Corporate Affairs, has issued an adjudication order against BIGTEC Private Limited for a violation of Section 135(7) of the Companies Act, 2013. The order, dated March 26, 2025, details a penalty imposed on the company and its four directors for failing to meet their Corporate Social Responsibility (CSR) spending obligations.
According to the order, BIGTEC Private Limited had a CSR spending obligation of Rs. 70,62,733 for the financial year 2023-24. The company failed to spend this amount or transfer it to the specified fund within the prescribed timeframe. The company filed a voluntary application acknowledging the non-compliance. Following an official notice, the company and its directors, namely Sriram Natarajan, Chandrasekhar Nair, Sangeetha Sriram, and Rohit Ashok Kumar Mullangi, accepted the violation and agreed to the penalties.
The ROC’s order imposes a penalty on the company and its directors as per the provisions of Section 135(7). The company was fined Rs. 1 crore, while each of the four directors received a penalty of Rs. 2 lakh. The order specifies that the penalties must be paid within 90 days. The directors are required to pay the penalty from their personal funds. The document also notes that because BIGTEC Private Limited is not a small company, it is not eligible for a lesser penalty under Section 446B of the Act. The company and its directors have the option to file an appeal within 60 days of receiving the order.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC : ROC Bangalore
Address : Registrar Of Companies ‘E’ Wing 2nd Floor Kendriya Sadana Kormangala Bangalore – 560034, India, Karnataka
Phone : 080-25633105,080-25537449, Fax : NA, E-Mail : roc.bangalore@mca.gov.in
Order ID: PO/ADJ/03-2025/BL/00208 Dated: 26/03/2025
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 135(7) OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) (Refer Annexures B) dated 24/03/2015 (Refer Annexure B for details) appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.
. Company details:
In the matter relating to BIGTEC PRIVATE LIMITED[herein after known as Company] bearing CIN U65192KA1996PTC020736, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at 2nd Floor Golden Heights 59th ‘C’ Cross 4th ‘M’ Block Rajajinag 2nd Floor Golden Heights 59th ‘C’ Cross 4th ‘M’ Block Rajajinag BANGALORE Karnataka India 560010
Individual details:
In the matter relating to SRIRAM NATARAJAN [herein after known as individual] having DIN as 00013843 and having its address at H. NO.13 SAGAR SOCIETY H. NO.13 SAGAR SOCIETY Tiswadi Goa India 403004.
In the matter relating to CHANDRASEKHAR NAIR [herein after known as individual] having DIN as 01787875 and having its address at 1802-A Salarpuria Sattva Luxuries 8th Main Opposite Yeshwantpur Police Station Mal 1802-A Salarpuria Sattva Luxuries 8th Main Opposite Yeshwantpur Police Station Mal Bengaluru Karnataka India 560003.
In the matter relating to SANGEETHA SRIRAM [herein after known as individual] having DIN as 02103165 and having its address at H.NO.13 SAGAR SOCIETY H.NO.13 SAGAR SOCIETY Tiswadi Goa India 403004.
In the matter relating to ROHIT ASHOK KUMAR MULLANGI [herein after known as individual] having DIN as 02501034 and having its address at #170 37TH CROSS 18TH MAIN 4 T BLOCK JAYANAGAR #170 37TH CROSS 18TH MAIN 4 T BLOCK JAYANAGAR BANGALORE Karnataka India 560041.
C. Provisions of the Act:
If a company is in default in complying with the provisions of sub-section (5) or sub-section (6), the company shall be liable to a penalty of twice the amount required to be transferred by the company to the Fund specified in Schedule VII or the Unspent Corporate Social Responsibility Account, as the case may be, or one crore rupees, whichever is less, and every officer of the company who is in default shall be liable to a penalty of one-tenth of the amount required to be transferred by the company to such Fund specified in Schedule VII, or the Unspent Corporate Social Responsibility Account, as the case may be, or two lakh rupees, whichever is less
D. Facts about the case:
1. Default committed by the violators The company has filed a suo-motu application on 05.02.2025 regarding noncompliance of section 135(5) of the Act wherein it was submitted that the company had CSR obligation for the FY-2023-24 of Rs. 70,62,733/-, which was not spent / transfer to fund specified in Sch-VII within the permissible time limit.
2. The company has not asked for a hearing and the same has not been provided. The order is issued based on the application, notice for adjudication, and the replies received.
E. Order:
1. The company has filed a suo-motu adjudication application on 05.02.2025 regarding non-compliance of section 135(5) of the Act for the financial years 2021-22, 2022-23 and 2023-24. This Order deals with the non-compliance for the FY 2023-24 wherein it was submitted in the application that the company had a CSR obligation of Rs. 70,62,733 for the FY-2023-24, which was inadvertently not spent as per the provisions of the Act nor transferred to a fund specified in Schedule VII within the prescribed time limit. The company acknowledged its non-compliance towards CSR, has spent the CSR obligation partly and has undertaken to spend the balance CSR obligation amount as prescribed under section 135(5) of the Act within 90 days. Thus, the company and its officers in default have violated the provisions of section 135(5) of the Act for not spending the CSR obligation within the prescribed time and are liable for penal action under section 135(7) of the Act.
Pursuant to the adjudication application filed by the company, show cause notice dated 19.02.2025 was sent to the company and its officer in default through e-adjudication module and speed post. The noticees have submitted their replies dated 24.02.2025 on the e-Adjudication portal and acknowledged the same and have agreed with the contents of the notice along with the imposition of penalties as specified therein. Further no request for a hearing in the matter has been sought on the portal.
It is seen that the company is a subsidiary company and does not fall under the definition of a small company as per the provisions of section 2(85) of the Companies Act, 2013. Therefore, the provisions of imposing lesser penalty as per the section 446B of the Act shall not be applicable in this case.
2. The details of penalty imposed on the company, officers in default and others are shown in the table below :
| Sr. No.(A) |
Name of person on whom penalty imposed (B) |
Rectification of Default required (C) |
Penalty Amount (D) | Additional Penalty (E) | Maximum limit for Penalty (F) |
| 1 | BIGTEC PRIVATE LIMITED having CIN as U65192KA1996PTC 020736 |
Yes | 10000000 | 0 | 10000000 |
| 2 | SRIRAM NATARAJAN having DIN as 00013843 | Yes | 200000 | 0 | 200000 |
| 3 | CHANDRASEKHAR NAIR having DIN as 01787875 | Yes | 200000 | 0 | 200000 |
| 4 | SANGEETHA SRIRAM having DIN as 02103165 |
Yes | 200000 | 0 | 200000 |
| 5 | ROHIT ASHOK KUMAR MULLANGI having DIN as 02501034 |
Yes | 200000 | 0 | 200000 |
3. The notified violators shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified violators shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Hyderabad within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Sanjay Sood
Adjudicating Officer,
ROC Bangalore
